Sweet Sixteen
by alleygirl24
Summary: Alex Maxwell is a friend of Gwen's and has a major crush on Ben. When her best friend Marie cancels on their girl's night, Alex goes to the club with Ben and the crew. It turns out to be the best night of her life.


**A/N: First of all, Ryan Kelley is gorgeous. **

**Second of all, Ben 10: Alien Swarm is a surprisingly good movie. I watched it on vacation this past summer, and I liked the plotline and the actors they chose fit the characters perfectly (my little brother watches the cartoon). **

**I kinda fell in love with Ben, so I decided to write a fic starring him. My OC Alex Maxwell will make an appearance (she's in my Finn Mikaelson fic for Vampire Diaries). Don't ask me why she came over to this fandom. She rarely ever gives me answers to my questions.**

**No, I'm not crazy. I prefer **_**brilliantly unique**_**. **

**Now, on with the show! (No pun intended!)**

**Enjoy! :)**

**~Alleygirl24**

**A/N 2: Ok, I'm coming back and adding this because I just realized that this fic will be a lot more dirty than I originally thought. So, don't read if you don't like this kind of stuff. I am definitely changing the rating to M. So, warnings: Predatory!Possesive!Ben (in my opinion, the hottest type there is!) and sexytimes. **

*~Line Break~*

*Alex's POV*

"Happy Birthday, Alex!" my friend Gwen shouted enthusiastically from my computer screen. I chuckled.

"Thanks, Gwen! How are things going over in alien-hunter land?" I said with a teasing grin. I laughed when she rolled her eyes and gave a dramatic huff.

"We have nothing! There is literally nothing to do!" she said, throwing her arms up in the air.

"You could always make out with Kevin to pass the time," I suggested casually, trying (and failing) to hide my evil grin.

"That's what I said!" I heard Kevin shout from off-screen, and I laughed.

"Hey, Kevin!" I said and he leaned into the screen with a smile.

"Hey, Alex. Happy Birthday!" he said and I smiled my thanks.

Gwen pushed him out of my view and glared at me. "Now he's never gonna leave me alone!" she whined and I chuckled.

"Sorry," I said, pulling my best apologetic face. Gwen rolled her eyes.

"No, you're not," she said, but a grin was threatening on the corners of her mouth.

I touched my chest dramatically. "Why, Gwen, you wound me!" I gasped, and she snorted.

"Oh please; you don't have a heart!" she said, and we both managed to hold our glares…for about three seconds. Then we burst out laughing.

"Oh my God, Gwen is laughing?! The world is ending! The apocalypse is here! Everybody RUN!" I heard Ben, Gwen's cousin, shout dramatically. I couldn't help but giggle. Yeah, I had a crush on my best friend's cousin. Cliché, right?

"Oh shut up, Ben, and come wish Alex a Happy Birthday!" Gwen ordered, and Ben stuck his head into view.

"Hey, Alex!" he said with a goofy smile, and I blushed. 

"Hello, Ben," I said, smiling.

"Happy B-day! How old are you?" he asked.

"I'm sixteen," I answered.

"Cool! Well, sorry, but I've got to go. I promised Kevin I would help him with a piece of alien tech. Talk to you later, ok?" he said with a warm smile, and I blushed even hotter.

"Sure. I have to go too. My friend Marie is picking me up soon," I said, checking the time on my laptop.

"Oh, cool. Where are you going?" he asked.

"Clubbing. Her brother is letting us in his club for tonight, and I'm making the most of it," I said and Ben looked interested.

"Sounds fun. Well, be careful. You never know what can happen," he warned, and I smiled again.

"Don't worry, we will. See you later," I said with a wave, and he smiled back.

Gwen came on screen with an evil grin. "Alex and Benny, sittin' in a tree. K-I-S-S-I-N-G!"

I blushed and glared at her. "Oh, shut up. I can't help it! He's cute and sweet and funny! And he hunts aliens!"

Gwen laughed. "I know, girl. I can set you up…"

"NO! It'd be a disaster!" I exclaimed, and she raised her hands in surrender.

"Ok, ok, fine! But you're missing your chance," she warned, and I nodded glumly.

"I know, Gwen, but he doesn't deserve a freak like me," I whispered and Gwen smiled sadly.

"You are not a freak, Alex. Now, enough with the heavy and go get ready for your girl's night! Have fun and dance your feet off!" she commanded with a smile, and I smiled back.

"You got it, girl. Talk to you later!" I said, and we logged off.

I looked at the clock and panicked as I saw that I only had 15 minutes to get ready before Marie would get here. I bolted up to my room and threw on my outfit. I quickly pulled my hair into a ponytail and pulled on my 2-inch black lace up ankle boots. I grabbed my black purse and the mirror one more time. I wore black skinny jeans that reached my ankle and a form-fitting dark green sparkly tank. I had an emerald pendant and matching emerald earrings that were a present from Gwen. Lastly, I grabbed my black leather jacket (a present from Kevin) and my black aviators (a present from Ben) and I was all ready to go.

My phone rang and I fished it out of my purse. The screen said "Marie".

"Hey girl," I answered with a smile.

"Don't kill me," she said, and I immediately frowned.

"Why?" I asked slowly, honestly scared of her answer. You never know with Marie.

"I have to cancel. An alien thing came up and I have to get rid of it. But don't worry!" she said hastily when I didn't say anything. "I contacted some really good friends of yours and I think you'll be happy."

"Okaaaaaayy…" I said, waiting for her to go on.

"Trust me, Lexi," she said placatingly. A knock sounded at my front door and I walked down stairs to answer it.

"Ok, fine, Marie, but this better be worth it," I warned as I pulled open the door. My jaw dropped at the person standing behind it and I stared as they grinned cockily.

I heard Marie chuckle. "Is it worth it?" she asked, and I could practically _hear_ her smug grin.

I swallowed hard, my throat suddenly dry as a desert. "Yeah," I managed to croak. "It's definitely worth it."

She laughed and said, "Ok, girl. I'll let you go. Have fun and make sure you drag him into bed at the end of tonight!"

I blushed and glared at my phone. "Yeah, whatever, Marie. Bye and _be_ _safe_. I will kill you if you die. Or rather, I'll raise you from the dead and then kill you. Technically, I'd be re-killing you, but whatever. You get the point."

Marie chuckled and replied, "Yeah, yeah, yeah, I know. I'll be safe. Talk to you later, ok?"

"Ok, girly." I said, and she hung up.

Snapping my phone shut, I gestured for Ben, Gwen and Kevin to enter my apartment and to take a seat. I closed the door and immediately launched myself at Gwen, who hugged me back just as hard.

"Oh my gosh, what are you doing here? Did Marie seriously call you?" I shrieked happily.

"Yeah, she did, like, a week ago! She was on the trail of this alien and she knew it would take her awhile to finally kill it so she called me in advance! Do you know how hard it was to fake it when we Skyped earlier today?"

I laughed. "I know! I didn't suspect a thing!"

We continued to babble on for five more minutes before someone cleared their throats. I jumped and then laughed.

"Oh, sorry boys! I am such a terrible hostess. Let me try that again." I paused, and then launched myself at Kevin, who just barely caught me. "HI KEVIN!"

He chuckled and hugged me back. "Hey there, Alex. A huge happy birthday to you!"

I stepped back and grinned. "Thanks! I missed you guys so much!"

He smiled back and looked me up and down, whistling. "Dang, girl! You look _good_!"

I blushed and gave a mock-curtsy. "Thank you, kind sir!" I said in a terrible British accent.

Everyone chuckled and Ben said, "What, I don't get a hug? What kind of world is this?"

I laughed lightly and blushed. I hugged him gently, but he had other plans. He pulled me to him and hugged me tightly. "I missed you," he murmured into my ear, and I felt goose bumps erupt down my body. I turned my head to look at him and found his face just inches from mine. I blushed hotter and glanced down at his lips, then back to his eyes. His mouth curled into a smirk and I silently cursed myself for reacting this way.

But good Lord, did I want to kiss him!

He bent closer to me and I closed my eyes; but just as we were about to kiss, Kevin said loudly, "Well! It's great to see you and all, but let's get going!" Ben and I turned to glare at him and Gwen punched him on the arm. "Ow! What was that for!" he said indignantly, glaring at her and rubbing his arm. She glared fiercely back at him and hissed, "It was a perfect moment for them and you ruined it! You are such a heartless jerk!"

As he was going to open his mouth in response, I said quickly, "It's ok, Gwen. Let's just go." I gestured towards the door and she nodded reluctantly.

I opened the door and they all filed out. I grabbed my bag from the floor beside the door where I had dropped it earlier and quickly stepped out. I turned and locked the door securely before storing my keys in my purse. I turned back around and jumped when I saw Ben's face inches from mine, yet again.

"Ben, what…?" I asked, but he cut me off.

"Kevin ruined our moment earlier, but I will kiss you by the end of the night," he whispered, his voice several pitches deeper.

I gulped and blushed again. God, this boy would be the death of me! Somehow, though, that prospect didn't sound too bad. I was jolted out of my thoughts by Kevin's impatient horn. I saw Ben had already gotten in the car and shook my head rapidly, trying to clear it of it's lust-induced haze.

I jogged to the open back door of the car, and stopped when I saw it only had one seat, and Ben was sitting in it. I looked questioningly at Gwen and she shrugged apologetically. "The car got smashed in an alien fight, so Kevin is re-fixing it. He hasn't finished the back yet."

I nodded. "Ok, that's fine. I can just take my car." I headed toward my dark green Camaro. Ben's voice stopped me. "Nah, just get in with us. Fuel efficiency, you know?" he said, his tone casual, but his eyes dark. I gulped and hesitated, but then came to a decision.

_Two can play this game, and I like to play dirty_, I thought, smirking. By the time I was done tonight, Ben wouldn't know what hit him.

Tonight is going to be awesome.

*~Line Break~*

*Ben's POV*

I watched with barely-concealed lust and amusement as Alex seemed to come to a decision and walked with purpose towards the car. I hadn't failed to notice she was dressed in dark green and was wearing the aviators I got her last year.

I allowed my eyes to give her a once over, and my body heated up at the sinfully tight black jeans that clad those sexy hips. _God, she's gorgeous_, I thought, and it was true. Tall and gracefully, Alex Maxwell had legs to kill for, wavy dark brown hair that reached the small of her back, and curves any girl would love to have.

She ducked smoothly into the car and sat right on my lap. She leaned back against me and crossed her legs, completely at ease. I felt my body reacting and barely suppressed a moan when she pressed down on my dick. She turned to me when she felt my arousal. "Something wrong, Ben? I'm not hurting you, am I?" she said innocently, and I knew right then she was doing this on purpose. _Playing coy, are we? Fine_. I thought with a savage grin, and decided to play along.

"Nope, not at all. I'm pretty comfortable. You ok?" I asked and she smiled.

"Perfectly fine, thanks for asking. Let's get going, then, shall we?" she said, and there was a general noise of assent throughout the car. Kevin revved the engine and off we went.

The entire car ride was torture because Alex kept shifting her hips and brushing against my dick, giving me that friction I so craved. When I tried to move my hips in return, she would stop moving and deprive me of my pleasure. I nearly growled in my effort to suppress the urge to pounce on her and show her exactly what she was doing to me.

Finally, or not so finally, I couldn't decide, we reached the club. I whimpered at the loss of contact as Alex got out of the car to go speak with the bouncer. I then looked down, realizing I had a dilemma. How the hell was I going to get out of the car without showing the lovely boner I had down in my jeans?

I decided to think un-sexy thoughts and it worked. I shuddered at what my mind could come up with. I got out of the car and straightened my black shirt that I was wearing under my signature dark green and white striped jacket.

Alex called us over and we entered the club, Alex nodding at the bouncer, who nodded back.

The club was packed with teenagers looking to make the most of the Friday night, and the air stank of sweat and sex. I shoved my hands into my pockets and watched as Alex made a beeline for the bar, where a blonde man was leaning against it. He wasn't more than 21 or 22, and when Alex reached him, he bent and gave her a hug. I growled when he touched her ass, but she only slapped his hand away playfully. She beckoned him down and whispered something into his ear, to which a sly grin spread across his face. He looked at her and nodded, still grinning. She dragged him over to where we had managed to grab a table.

"Guys, this is Kyrian Hunter*. He's Marie's brother, and he kindly let us in tonight. Kyrian, this is Gwen, her boyfriend Kevin, and her cousin Ben," Alex said, gesturing to each of us in turn. Kyrian nodded his head and gave us a warm smile.

"Nice to meet you all. I hope you like it here, and please tell me if there are any problems. I'm always looking to improve," he said, and we all nodded. He turned to Alex, and I tensed when he blatantly gave her a once over. "So, Alex, since you are turning sixteen, want to go dance?"

Alex nodded and smiled, taking his outstretched hand. I watched as they made their way to the dance floor, where they proceeded to dance close together. Too close. Jealousy coursed through my body like fire, and I ached to rip Alex away from him and show her just how much better _I_ was.

I distantly heard Gwen telling me she and Kevin were going to dance and nodded absently, my eyes still on Alex and Hunter. They were grinding against each other, and Hunter's hands began to stray upwards. When he brushed his hands across Alex's chest, she stiffened and detached herself from his body. She said something to him, to which he took a step closer. She backed up and crossed her arms over her chest, every part of her body screaming _defensive!_

I watched as he touched her arm and Alex shoved his hand away. He gripped her on both arms and pulled her roughly to him. In one quick motion, I was out of my chair and in front of Alex, ready to fight. "Leave. Her. _Alone_." I growled, and Hunter glared at me.

"Move, asshole," he said, and swung at me. I ducked neatly and swung back, knocking him off his feet. He hit the ground with a resounding thud and I stood over him, chest heaving. I was about to leap on him when I felt a hand on my arm.

I turned to see a white-faced Alex and relaxed slightly, though I was still on the defense. "Let's go, Ben," she said, and I nodded. We joined hands and weaved through the throng of dancing teens, never losing our grip on each other.

Only when we made it outside did I finally breathe. I turned and hugged Alex tightly, breathing in her comforting smell. "Are you ok?" I asked gently, and she nodded, relaxing into my arms.

"Yeah. That went crazy out of control. I was just trying to make you jealous, but I had no idea he'd react like that," she said, and I pulled back.

"You were trying to make me jealous?" I asked incredulously and she blushed and nodded.

"Yeah. It was payback for earlier. I just didn't think…" she trailed off and I understood.

"Neither did I. He seemed like a nice guy," I said, and she nodded vigorously.

"He is. I used to be great friends with him. I don't know what that was," she said, and I was pleased to see the color return to her face.

"I don't know. What matters is you're ok," I told her and she smiled up at me.

"Thanks to you, I am. That was badass, by the way, and a little hot," she said coyly. I cocked an eyebrow in return, and she blushed, but grinned devilishly.

"Ok, it was a lot hot. I really like this whole 'caveman' thing you do," she said, and the tension in the air was thick as I took a step towards her.

"Really? I'm glad it's working, then. That'll teach Kevin to doubt my seduction techniques," I said, and she laughed, taking a step towards me. We were now face to face. I bent down and she tilted her head up towards me.

I felt her breath on my face as I whispered, "You know, I did swear to kiss you tonight."

"Then why haven't you?" she replied, and my lips were on hers in a passionate dance.

I wound my arms around her waist and pulled her flush against me, all the while kissing fiercely. I ran my tongue across her bottom lip and she opened her mouth eagerly. Our tongues danced around each other, fighting for dominance, before she gave in and I explored her mouth with zeal.

I backed her against the wall and lifted her hips up. She wound her legs around my waist and pulled me even closer. My dick throbbed in my pants and I moaned as she bucked her hips against mine. We broke apart for air and I asked, gasping for breath, "Are you sure?"

She looked at me with lust-filled eyes and said firmly, "Yes." I needed no further encouragement as I undid my jeans and freed my aching manhood. I dropped her onto the floor and she quickly undid her own jeans. I raised my eyebrows at the bright pink lace panties she wore and she shrugged. "A present from Marie. Now, damn it, Ben, get a move on!"

I growled and lifted her up again, pressing her against the wall. I paused once again and she groaned in response, throwing her head back. Needing no further permission, I slid into her smoothly. She groaned, and I stopped, giving her time to get used to me. When she started thrusting her hips, I began to move.

We found our rhythm and thrusted into each other, each movement becoming more haphazard as we neared our climaxes. With a shout, we came into each other and relaxed, breathing hard.

When we had caught our breaths, I pulled out of her and zipped up my jeans, chuckling.

"What?" Alex asked, doing the same. I shook my head, still chuckling.

"Gwen is probably going to kill us for leaving her in there. Not to mention I 'defiled' you," I said, and Alex rolled her eyes.

"She can deal with it. Now, ready for round two?" she said, and I grinned.

"Definitely."

*~Line Break~*

**A/N: That was my first smut! How did I do? I was blushing like crazy I wrote this. **

**Ok, I realize this was a bit rushed, but it's late and I need to sleep. **

**Constructive criticism is welcomed, but flames are not. **


End file.
